The following Terms of Service ("Terms") govern the relationship between CIRCUTOR, S.A., with registered office at Vial Sant Jordi, s/n, 08232, Viladecavalls, Barcelona, and tax identification number A-08513179 (hereinafter referred to as " CIRCUTOR"), and the entity or individual identified in the relevant order and registration form ("Order Form") to whom, pursuant to these Terms, CIRCUTOR grants a license to access and use the Scout Services ("Client").
"CIRCUTOR" means CIRCUTOR, S.A., a Spanish legal entity and owner of all Intellectual and Industrial Property Rights regarding VAR Services and CIRCUTOR Technology.
"Client" means the entity or individual holding a Subscription to Scout Services.
"Content(s)" refers to the information, documents, software, products, and services included or made available to the Client while using Scout Services.
"Client Data" means any data, information, or material transmitted or uploaded by the Client to Scout Services during use, including, without limitation, User data as well as energy consumption data and information on the Client’s connected equipment collected and processed through Scout Services.
"Intellectual and Industrial Property Rights" refer to unpatented inventions, patent applications, patents, logo rights, copyrights, trademarks, trade names, domain name rights, design rights, trade secrets, and any other intellectual or industrial property rights derived therefrom, as well as all forms of protection of a similar nature worldwide.
"Documentation" means applicable technical manuals, including user guides published by CIRCUTOR that relate to Scout Services, provided or made available to the Client and updated as needed.
"Order Form" means (a) one or more order forms or similar documents, or (b) an order for a Subscription (online or in paper form) and subsequent renewals.
"Price" means the established fees to be paid for each Subscription, entitling the Client to use Scout Services in accordance with these Terms.
"Scout Services" refers to CIRCUTOR’s online software application "Scout" and its available functionalities for analyzing and extracting energy consumption data, accessible via the API designated by CIRCUTOR, as identified in the Subscription details and described in the Documentation. This includes related products and any maintenance and update services offered by CIRCUTOR to the Client at any given time.
"Subscription" means the authorized access and use of Scout Services and other rights as described in the Order Form and these Terms, provided under the provisions set forth herein.
"CIRCUTOR Technology" refers to all CIRCUTOR, S.A., technologies (including, without limitation, software, hardware, products, processes, algorithms, Client interfaces, know-how, and procedures, techniques, designs, and other technical or non-technical materials or information) made available to the Client during the provision of Scout Services.
"User(s)" refers to individuals authorized by the Client to access and use Scout Services on behalf of the Client. There are two categories of User: (a) administrator users responsible for managing VAR Services for each connected device and (b) subscriber users, authorized by the administrator user with passive permissions to receive alerts and reports from Scout Services.
2.1. Subject to the Client’s compliance with these Terms, CIRCUTOR grants the Client a non-transferable and non-exclusive right to access and use Scout Services during the annual Subscription period and any subsequent renewals or extensions, solely for the Client’s own purposes in accordance with these Terms and the particular conditions established in an Order Form.
2.2. Scout Services are provided to the Client to enable monitoring and management mechanisms over the energy consumption of each device connected to Scout Services and to allow for advanced data analysis, enabling configuration and activation of alerts and indicators related to consumption and maintenance of connected devices. The Client may download documentation and reports and provide the results of the Services "as is" or integrated into new derivative works.
2.3. Each device connected to Scout Services requires an annual Subscription and has an administrator user responsible for connecting and managing devices to Scout Services via the installation’s Wi-Fi network, allowing for automated data upload to Scout Services in the cloud. Each administrator user of the Client must register and activate access to the Client’s account in Scout Services via their email (username) and password established in the registration process.
2.4. Once activated, the administrator user of each connected device can manage their account and contracted Scout Services, as well as manage subscriber users, authorized by the Client with limited read-only permissions to receive alerts and reports for the connected devices they are authorized to access. The Client, and the administrator user for each connected device, is responsible for managing authorized users of their Client account in Scout Services, including subscriber users, and for all actions they perform in accessing and using Scout Services. The Client warrants that they have all necessary authorizations and consents to provide user data to Scout Services.
2.5. As a condition for authorized access to Scout Services, the Client agrees (i) not to license, sublicense, sell, resell, transfer, distribute, or otherwise commercially exploit Scout Services for third parties or make it available in any way; (ii) not to modify or create derivative works based on Scout Services or Content; (iii) not to create Internet "links" to the Service or "mirror" or "frame" Content on any other server or wireless or Internet-based device; and (iv) not to reverse engineer or access Scout Services or modify the software except to the extent expressly permitted by applicable law, to (a) create a competitive product, software, or service, (b) create software, a product, or service using ideas, features, functions, or graphics similar to those of the Service, or (c) copy ideas, features, functions, or graphics of the software, product, or Scout Services.
2.6. Additionally, the Client shall not, and will ensure that their authorized internal users do not, through Scout Services (i) send or store material containing software viruses, worms, Trojan horses, or harmful codes, files, scripts, agents, or programs; (ii) interfere with or impair the integrity or performance of Scout Services or the data contained therein; or (iii) attempt to gain unauthorized access to Scout Services or related systems or networks.
2.7. For security reasons, CIRCUTOR reserves the right to monitor the use of Scout Services by the Client and to implement other mechanisms to verify and protect against unauthorized access to Scout Services. CIRCUTOR will report any suspected misuse of the Client’s account.
3.1. The Client is responsible for all activity conducted on Scout Services through their Client account and shall comply with all local, state, national, or international laws and regulations related to the use of Scout Services, including, without limitation, those related to data privacy, international communications, and transmission of technical or personal data.
3.2. The Client agrees to (i) keep their Client account information complete, accurate, and up-to-date at all times, and CIRCUTOR shall not be liable for errors or delays resulting from incomplete, inaccurate, or outdated information; (ii) maintain the confidentiality of Service access codes and notify CIRCUTOR immediately of any unauthorized use of such passwords or accounts or any other known or suspected security breach; (iii) immediately inform CIRCUTOR and take all possible measures to stop any unauthorized copying, redistribution, or use of Scout Services known or suspected by the Client or authorized users; and (iv) not provide false information or identity to gain access to or use of Scout Services.
3.3. User accounts, whether administrator or subscriber, may not be shared or used by more than one User, but may be reassigned to new Users who replace previous ones who have completed their work or changed status or function within the Client’s company and no longer use Scout Services.
3.4. The Client agrees that their Subscription does not depend on the delivery of any future functionality or features and does not rely on any public oral or written comments about future functionalities or features of Scout Services that CIRCUTOR may make at any time.
3.5. The Client acknowledges that data transmission over the Internet is relative, as it traverses heterogeneous networks with diverse technical characteristics and capacities that may occasionally become overloaded and/or be subject to malfunctions, rerouting, or security breaches. In this sense, the Client’s use of Scout Services is at their own risk and sole responsibility.
4.1. Generally, and subject in all cases to the discretion of CIRCUTOR, a free one (1) month trial period of the Scout Services is offered, after which the Customer agrees to pay the annual Subscription Price of the Scout Services, in accordance with the terms established in the corresponding Purchase Order, along with any other charges, including all applicable taxes and, where applicable, VAT, for the use of the Scout Services, according to the rates in force at any given time and the invoice terms sent with thirty days’ notice. The Price is non-refundable, unless otherwise specified in these Terms, and is presented net of any applicable taxes and withholding.
4.2. Without prejudice to the provisions in the previous section, once the trial period has concluded and subject to CIRCUTOR's discretion, the Customer may continue to use certain basic functionalities of the Scout Services free of charge, provided the Customer and their authorized Users have an active Customer account, and CIRCUTOR has not decided to permanently deactivate the Customer from the Scout Services. In any case, the Customer may keep their Subscription active and continue to fully use all Scout Services features upon payment of the annual Subscription Price.
4.3. Unless otherwise agreed, the Price of the Scout Services may be modified upon renewal of the annual Subscription term, with written notification sent to the Customer 30 days in advance. If the Customer does not reject this price change in writing by requesting the termination and deactivation of the Scout Services or if they continue using the Scout Services 30 days after the notification has been sent, CIRCUTOR will consider that the Customer has accepted the new applicable Subscription Price rates.
4.4. Unless otherwise specified in the Purchase Order, the Subscription Price must be paid in full in a single payment on the date the corresponding Purchase Order is signed for each device connected to the Scout Services, in the currency established therein. Any payment delay will incur interest at the rate of one percent (1.0%) per month, or the maximum rate allowed by law, whichever is lower.
5.1. The Customer owns all Customer Data and is solely responsible for the accuracy, quality, integrity, legality, reliability, suitability, and intellectual property rights of the Customer Data uploaded or transmitted by the Customer to the Scout Services. Neither CIRCUTOR nor its providers will be liable for any deletion, correction, destruction, damage, loss, or error during the storage of Customer Data.
5.2. The Customer declares that the Customer Data, its use, and any other activity related to the Scout Services do not violate, infringe, or misappropriate the rights of third parties.
5.3. Customer Data may be retained, deleted, and/or discarded at CIRCUTOR's option, with prior notice to the Customer, if the Customer breaches any of their obligations under these Terms, including but not limited to the obligation to pay the Subscription Price for the Scout Services.
5.4. For the purpose of maintaining, developing, improving, and providing CIRCUTOR products and services, Customer Data may be randomly and anonymously collected, aggregated, and processed by CIRCUTOR and/or its technology providers for a duration of 10 years; and CIRCUTOR may commercially exploit and/or share the aggregated, anonymized analytics and statistics resulting from such processing. Under no circumstances will Customer Data processed in this way be recognizable or "re-associated" with the identity of the Customer or their authorized Users.
5.5. Without prejudice to the provisions in the previous section, during the first year from the termination date of any Scout Services Subscription, the Customer may reactivate the previously terminated Subscription and recover their Customer account during this time, during which Customer Data will remain linked to the Customer for this purpose.
6.1. Unless otherwise specified in the Order Form, Subscriptions have a one-year term from (a) the date of the Customer's first registration and access to the Service or, if not applicable, (b) the date specified in the Order Form, and will automatically renew for subsequent one-year terms.
6.2. The Customer may terminate the Subscription or reduce the number of devices or measurement sites, effective only after the expiration of the current Subscription period, by providing written notice to CIRCUTOR at least thirty (30) days before the billing date of the next period.
6.3. Either Party may terminate the Subscription if the other Party has materially breached these Terms for any reason ( including, without limitation, non-payment of the Price), and such breach has not been remedied within fifteen (15) days after notification of the breach. In such a case, the non-breaching Party may terminate the Subscription by giving notice with immediate effect.
6.4. In the event of termination of the Subscription for cause, unless otherwise agreed in writing with CIRCUTOR, all rights of the Customer to access or use the Scout Services and Customer Data will terminate immediately, and CIRCUTOR will have no obligation to retain or deliver the Data to the Customer. Otherwise, all data will be made available to the Customer for a period of 30 days.
6.5. The Customer’s right to use the Scout Services may be suspended or terminated in cases of (i) payment default or inability to make payment for any reason, and/or (ii) the Customer’s breach of clauses 2, 3, and 4 of these Terms. CIRCUTOR will not be liable for any damages or losses suffered by the Customer as a result of such suspension or termination in accordance with this section.
6.6. In case of termination of this Agreement, CIRCUTOR will discontinue the Scout Services, and the Customer shall immediately pay any outstanding charges, including late fees. Termination is not an exclusive remedy, and other remedies available under the law will remain available after termination.
6.7. Clauses 6 through 12 will survive the termination of any Customer Subscription in accordance with these Terms.
7.1. In accordance with the General Data Protection Regulation 679/2016 ("GDPR") and the Organic Law on Data Protection and Guarantee of Digital Rights 3/2018 ("LOPDGDD"), it is necessary to process the personal data of the Customer’s representatives and authorized Users, as well as the technical or commercial contacts (name, surname, email, company for which they provide services, contact phone number) needed to prepare the Subscription and perform the Scout Services, and for the legitimate interest of the Parties in maintaining and managing their relationship.
7.2. Such personal data will not be shared with any third party unless necessary; however, they may be processed within the platforms of the Parties' service providers under contractual clauses that provide adequate safeguards for data processing, even if located outside the European Economic Area. The personal data of the mentioned individuals will be kept until the termination of the contractual relationship between the Customer and CIRCUTOR and, blocked, for the period prescribed by law for legal or administrative reasons. The Parties agree to inform the mentioned individuals of the content of this clause, as well as their right to exercise their rights of access, rectification, deletion and opposition, restriction, and data portability in accordance with current legislation, by sending an email to [email protected]. Regarding CIRCUTOR, any claims may be submitted to the Spanish Data Protection Agency. The Parties declare that the data of the mentioned individuals is accurate and up-to-date, and each Party agrees to send any updates to the other Party.
7.3. In accordance with applicable law, CIRCUTOR hosts Customer Data in data centers located in Ireland, provided through Amazon Web Service Ireland, under contracts compliant with privacy regulations.
8.1. The Customer represents and warrants to CIRCUTOR that (i) it has the power and authority to enter into and fulfill its obligations under these Terms; (ii) all information provided to CIRCUTOR is true, accurate, and up-to-date; (iii) the Customer has all necessary rights to the data sent in the course of using the Scout Services; and (iv) the Customer will use the Scout Services solely for lawful purposes and will not infringe any law or third-party rights.
8.2. CIRCUTOR warrants that (i) it has the power and authority to enter into and fulfill its obligations under these Terms; (ii) it will provide the Scout Services professionally and with industry-standard diligence and skill; (iii) the Scout Services will substantially conform to the Technical Documentation; and (iv) CIRCUTOR has the right to grant the rights and licenses under these Terms.
8.3. CIRCUTOR will use commercially reasonable efforts to provide the Customer with access to the Scout Services as specified in the Order Form and guarantees continuity of the Scout Services for one (1) year from notifying the Customer of the definitive termination of the Scout Services, provided there is no justified cause for termination under clause 6 of these Terms. The Scout Services will be provided according to general industry standards applicable to this technology.
8.4. As the Customer's sole remedy and CIRCUTOR's sole liability in case of breach of the above warranty, CIRCUTOR will remedy, as indicated in the SLA referenced in Annex 2 and without additional charge, any incident or non-compliance encountered or suffered by the Customer, provided that the Customer notifies CIRCUTOR within two (2) days of its occurrence. If CIRCUTOR, under the mentioned SLA, cannot substantially correct the incident in a commercially reasonable manner, the Customer may cancel their Subscription and receive a proportional refund of the Price paid for the Subscription to the Scout Services, from the effective date of termination. This clause 8.2 will not apply if any modification is made to the Scout Services, errors in device connection, or configuration of the Scout Services or underlying software by the Customer or by third parties outside CIRCUTOR and its instructions.
8.5. The limited warranties provided by CIRCUTOR in this clause do not cover: (a) parts of the Scout Services or underlying software that have been subject to misuse, tampering, experimentation, alteration, or negligence by the Customer or by third parties on behalf of the Customer; (b) issues arising from the Customer’s network connections or caused by the Internet; (c) damages occurring due to Force Majeure or power surges; (d) any materials or services provided by third parties other than CIRCUTOR; and (e) repairs to the Scout Services or underlying software by third parties not controlled by CIRCUTOR.
8.6. EXCEPT AS EXPRESSLY STATED IN THIS CLAUSE, THE SCOUT SERVICES ARE PROVIDED "AS IS" and all other representations and warranties, whether implied or express, statutory or otherwise, including, without limitation, any implied warranty of merchantability, satisfactory quality, fitness, or non-infringement of third-party rights, are excluded to the maximum extent permitted by applicable law.
8.7. There is no warranty that the Scout Services will be uninterrupted or error-free, or that the results obtained will be 100% reliable and accurate. The Customer agrees not to hold CIRCUTOR liable for the content or the loss of any data transferred to or from the Customer through the Scout Services.
9.1. To the fullest extent permitted by applicable law, CIRCUTOR, its suppliers and licensors, and/or its subsidiaries, affiliates, directors, employees, legal representatives, and agents, shall not be liable for any indirect damages or lost profits (including, without limitation, data loss, loss of revenue, profits, goodwill, or other economic advantages) arising out of or in connection with the Scout Services or the use or inability to use the Scout Services, or due to any materials obtained through the Services, or any interruption, inaccuracy, error, or omission regardless of cause, or any Content provided through the Services, including but not limited to loss of profits, data loss, computer failure, or any other commercial damage or loss, regardless of the legal or equitable theory (contract, tort, or otherwise) upon which the claim is based.
9.2. For all events and circumstances, the total aggregate liability of CIRCUTOR and its suppliers for any claim related to the Scout Services is limited to direct damages and shall not exceed the amounts actually paid by the Customer for the Subscription to the Scout Services giving rise to liability during the last twelve (12) months immediately preceding the filing of the claim.
9.3. The above limitations do not apply to damages arising from fraud or intentional misconduct, or with respect to death or bodily injury of any person. Additionally, some jurisdictions do not allow the exclusion or limitation of warranties or indirect, incidental, or consequential damages, so the above limitations or exclusions may not apply. In such jurisdictions, the Parties’ liability (and the liability of their affiliates, content providers, and service providers) shall be limited to the maximum extent permitted by applicable law.
10.1. Each Party agrees to indemnify and hold the other, as well as its suppliers, directors, employees, legal representatives, and agents, harmless against any claims, costs, damages, losses, liabilities, and expenses (including reasonable attorneys’ fees) arising from: (i) a claim asserting that the use of the Services or any Customer Data infringes a third party’s rights or caused damages to third parties, (ii) a claim that, if true, would constitute a breach of the representations or obligations of the Customer, or (iii) a claim arising from the breach of these Terms by that Party; provided that the Party seeking indemnity (a) promptly notifies the other in writing of the claim, (b) grants exclusive control over the defense and resolution of the claim (however, shall not settle or defend the claim unless it has unconditionally released all liability and the resolution does not affect the Scout Services), (c) provides the other Party with all reasonable information and assistance, and (d) has not already settled or resolved the claim.
11.1. Both parties agree that, during the Subscription term, confidential or proprietary information may be disclosed by one party (the "Receiving Party") to the other party (the "Disclosing Party") (collectively, "Confidential Information"). Confidential Information also includes any data received by the Customer during the period in which they use the Scout Services, including but not limited to, Customer Data.
11.2. The Receiving Party shall not use any Confidential Information of the Disclosing Party for any purpose other than as provided in these Terms, and shall only disclose such Confidential Information to its employees or contractors who need to know such Confidential Information for purposes of these Terms and are subject to a confidentiality duty no less restrictive than that of the Receiving Party under this clause. The Receiving Party shall protect the Confidential Information of the Disclosing Party from unauthorized use, access, or disclosure in the same way it protects its own confidential or proprietary information of a similar nature and with no less than reasonable care.
11.3. The Receiving Party may disclose Confidential Information of the Disclosing Party to the extent that such disclosure is required by law or by an order of a court or similar administrative or judicial body, provided that the Receiving Party promptly notifies the Disclosing Party in writing of such mandatory disclosure and cooperates with the Disclosing Party, at the latter’s request and expense, in any legal action to contest or limit the scope of such mandatory disclosure.
12.1. CIRCUTOR and its licensors hold all industrial and intellectual property rights in the Scout Services, their Content, applications, and the Client interface. Additionally, CIRCUTOR may commercially exploit any suggestion, idea, improvement request, feedback, recommendation, or any other information offered by the Customer or any other person related to the Scout Services. All rights not expressly granted are reserved to CIRCUTOR.
12.2. These Terms, including the authorization to use and access the Scout Services, do not imply a sale of product, software, or technology, and do not grant the Customer any ownership rights in or to the Scout Services, including, without limitation, the underlying technology of the Service or any other Industrial or Intellectual Property rights of CIRCUTOR and its licensors, distributors, and partners.
13.1. Exclusion of Third Parties. There are no third-party beneficiaries or persons entitled to the benefits of the provisions of these Terms.
13.2. Independent Contractors. The Parties are and shall remain independent contractors, and neither Party holds any right, power, or authority to act on behalf of the other Party or to create any obligation for the other Party. These Terms do not establish any partnership, joint venture, agency, or franchise relationship, nor does the performance of these Terms give rise to such relationships between the Parties.
13.3. Governing Law. The validity, interpretation, enforceability, and performance of these Terms and any applicable Purchase Orders shall be governed by and construed in accordance with the laws of Spain, without reference to its conflict of laws principles. Any claims and disputes shall be submitted exclusively to the courts of Barcelona, Spain, to the exclusion of any other jurisdiction that might otherwise be applicable to the parties.
13.4. Severability. If any provision of these Terms is found by a court of competent jurisdiction to be invalid, unenforceable, or void, the remaining provisions shall remain in full force and effect, and the excluded provision shall be replaced, to the extent possible, by a legal, enforceable, and valid provision that is closest in intent to the excluded provision under the law.
13.5. Assignment. These Terms shall be binding upon and inure to the benefit of the Customer, CIRCUTOR, and each of their respective successors and assigns. The Customer may not assign or transfer rights or obligations under these Terms, in whole or in part, without prior written consent from CIRCUTOR, which shall not be unreasonably withheld. CIRCUTOR may assign its rights and obligations without the Customer’s consent (a) in the case of a merger, acquisition, or corporate reorganization, or (b) to a purchaser of all or substantially all of its assets.
13.6. Non-Waiver. The failure or delay in exercising any right under these Terms shall not constitute a waiver of that right. The waiver by either Party of the time for performing any act or condition in this document shall not constitute a waiver of the act or condition itself.
13.7. Force Majeure. Neither Party shall be liable for any delay or failure in the performance of its obligations under these Terms and/or any applicable Purchase Order (expressly excluding payment obligations) due to causes beyond its reasonable control.
13.8. Notices. Any notices under these Terms shall be sent to the addresses listed in the Purchase Order (and to CIRCUTOR at the address listed at the top of these Terms) and shall be in writing and sent by registered, certified, or express mail, or by next-day courier, addressed to its recipient, or by email with receipt confirmation (except for termination and indemnity claims). Notice shall be deemed delivered upon delivery.
13.9. Modification. CIRCUTOR may modify these Terms at the end of the current annual Subscription period, applicable to the next annual Subscription period, by prior written notice before any renewal. The modification shall take effect with the Customer’s acceptance or renewal of the Subscription. If the Customer does not accept such modifications, it may terminate its Subscription by written notice to CIRCUTOR.
13.10. Entire Agreement. These Terms, together with any applicable Purchase Orders incorporated by reference, constitute the complete and exclusive statement of mutual understanding of the Parties regarding the subject matter of these Terms and supersedes any prior or contemporaneous, oral or written, statements, understandings, or agreements regarding such subject matter.
This support service scheme covers the levels that may be expected in relation to CIRCUTOR's Scout Services. The purpose of this scheme is to ensure high-quality and timely delivery of technological services to CIRCUTOR’s Customers. Service level commitments constitute the Customer’s sole remedy for any service level claims.
| Free technical support via intranet | -- |
|---|---|
| Free technical support via email | [email protected] |
| Hotline (subject to subscription fee) | -- |
| Hours | Mon-Fri 9-5 pm |
"Supported Issue" or "Problem" means:
(a) a failure in the availability of the Scout Platform ("Platform"); or
(b) a failure in the CIRCUTOR Technology underlying the Scout Service ("Software") to meet the specifications set forth in the Documentation, resulting in the inability to use, or a restriction in the use of, CIRCUTOR Services.
"Resolution" means a modification or addition that, when performed or added to the Platform or Software, corrects a Supported Issue; or a solution, procedure, or routine that, when followed in the regular installation or operation of the Platform or Software, eliminates the practical adverse effect of such Supported Issue. "Resolution" includes patches and bug fixes.
CIRCUTOR provides the following service levels:
(a) Service Availability: CIRCUTOR makes every effort to provide on-demand service 24/7 and to avoid scheduling downtime during normal working hours or peak usage times of the Service.
(b) Service Reliability: CIRCUTOR guarantees a 99% annual uptime for the Platform, excluding scheduled downtime and force majeure. Scheduled outages will be less than 8 hours per month, with no more than 2 events per month. The Client will be notified at least 48 hours in advance of any scheduled outage.
Excluding scheduled outages, service availability is guaranteed as follows:
| Availability % | Annual downtime | Monthly downtime | Weekly downtime |
|---|---|---|---|
| 99% | 4 days | 8 hours | 2 hours |
The Support Services for the Scout Service ("Support Services") include the deployment of Solutions to Supported Issues related to the Platform and Software.
Unless otherwise agreed by the Parties, all Support Services are offered to designated technical support contacts or through the online "Support Portal," in Spanish or English. Procedures to access the Support Portal for managing this support are provided in the Documentation. The Support Portal will be available 24/7, except for scheduled maintenance and excluding any unexpected reasons that may cause the site to go offline, in which case CIRCUTOR will make every effort to bring the site back online as soon as possible.
Support Services do not include:
(a) Technical Assistance: questions on product usage, configuration, or support for custom development (such as customizations of any interface of the Scout Service or integrations of the Service with the Client’s software or data developed by third parties), or technical issues unrelated to malfunctions.
(b) Request for Enhancement: a request for improvement of a current feature of the Scout Service that requires new programming and/or requests for product enhancements.
(c) Other Requests: any other request different from those defined as "Supported Issues."
These issues fall outside the scope of Support, as determined at CIRCUTOR's reasonable discretion, and support for such requests may be delivered through CIRCUTOR's own professional service offerings (such as Level 1 Technical Assistance, Training, Specialized Consulting, or Outsourcing services). However, CIRCUTOR may review such requests for additional support, which may be included in future product releases at its sole discretion. The decision on these requests will be communicated to the Client.
CIRCUTOR will use commercially reasonable efforts to respond to Supported Issues and deploy a Resolution designed to resolve an Issue reported by the Client. In cases where the product loses visibility or connection to the Platform, data will be uploaded with a delay but will not be subject to loss.